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Corporate Governance

“Our governance is designed to support our position as a disciplined onshore energy platform, integrating development, production and energy services while maintaining robust oversight, regulatory compliance and sustainable value creation for stakeholders.”

BritNRG’s governance framework forms an integral part of the Company’s Integrated Management System, establishing the leadership, authority and control environment required under ISO 9001/14001/45001 and COSO principles.

Governance Philosophy

BritNRG operates under a disciplined governance framework designed to ensure:

  • Clear accountability and decision-making
  • Strong operational and HSE oversight
  • Full regulatory compliance across all jurisdictions
  • Transparent reporting to shareholders and stakeholders
  • Long-term value creation through controlled risk-taking

Governance is embedded across all activities, from UK regulated operations to international project development and integrated energy services.

Governance Structure

BritNRG maintains a clear separation between strategic oversight and executive execution.

Board of Directors

  • Sets strategy and long-term direction
  • Oversees risk, performance and capital allocation
  • Ensures regulatory and fiduciary compliance
  • Approves major investments, financing and partnerships

Executive & Functional Leadership

  • Operations & Compliance Director – operational governance, HSE performance, regulatory submissions
  • Technical & Subsurface Leadership – reserves, development planning, well integrity oversight
  • Finance & Corporate – financial control, investor reporting, capital management

Board Committees

To ensure focused oversight and disciplined control, the Board operates through dedicated governance committees:

Audit & Risk Committee
  • - Financial reporting integrity and internal controls
  • - Risk management framework and mitigation oversight
  • - Funding structures, debt instruments and investor protections
HSE & Operations Committee
  • - Well integrity and production safety oversight
  • - Incident review, lessons learned and leading indicators
  • - SIMOPS discipline, barrier management and operational procedures
Remuneration & Nominations Committee
  • - Executive performance objectives and evaluation
  • - Succession planning and leadership development
  • - Alignment of incentives with long-term shareholder value

Regulatory Compliance & Oversight

BritNRG operates as a UK onshore regulated operator and maintains full alignment with applicable regulatory regimes, including:

  • North Sea Transition Authority (NSTA)
  • Health and Safety Executive (HSE)
  • Environment Agency (EA)
  • Local planning and environmental authorities

Compliance governance includes:

  • Formal regulatory submission calendar
  • Periodic compliance audits and reviews
  • Approved operational procedures and control measures
  • Independent technical and well integrity verification where required

This regulatory discipline underpins the company’s credibility in securing international partnerships and project opportunities.

Risk Management & Internal Controls

BritNRG applies a structured enterprise risk management framework covering operational, financial and strategic risks.

Key elements include:

  • Board-approved risk register with defined risk owners
  • Formal incident escalation and investigation procedures
  • Management of Change (MOC) governance for operational modifications
  • Contractor and third-party risk assessment processes
  • Periodic internal reviews of controls, compliance and performance

Risk oversight is continuous and integrated into daily operations and capital allocation decisions.

Operational Governance

Operational governance is a core pillar of BritNRG’s management system, ensuring safe, compliant and efficient delivery of production and development activities.

This includes:

  • Strict adherence to approved operating procedures
  • Permit-to-work and barrier management discipline
  • Structured SIMOPS planning and coordination
  • Well integrity monitoring and verification processes
  • Performance tracking through leading and lagging HSE indicators

Lessons learned from incidents and operational reviews are systematically embedded into procedures and training programmes.

Ethics, Integrity & Business Conduct

BritNRG is committed to conducting business with the highest standards of integrity, professionalism and transparency. The company operates under formal policies covering:

  • Code of Conduct and ethical behaviour
  • Anti-bribery and corruption
  • Conflicts of interest management
  • Confidentiality and information security
  • Fair and respectful treatment of employees, partners and communities

All employees and contractors are expected to adhere to these principles at all times.

Governance Policies & Framework Documents

The governance framework is supported by a suite of formal policies and internal procedures, including:

  • Board Charter and governance framework
  • Delegation of Authority and approval matrix
  • Risk Management and Internal Control Policy
  • HSE Management System and operational procedures
  • Compliance and regulatory reporting processes
  • Incident investigation and lessons learned protocol
  • Code of Conduct and ethics policy

These documents collectively ensure consistent governance across UK operations, international projects and service business activities.

Continuous Improvement & Oversight

BritNRG maintains a culture of continuous improvement in governance and operational performance through:

  • Regular Board and committee performance reviews
  • Periodic audit and compliance assessments
  • Ongoing monitoring of operational and financial KPIs
  • Structured lessons learned and process enhancements
  • Alignment with evolving regulatory and industry best practices

This approach ensures that governance evolves in line with the company’s growth, operational complexity and international expansion.